Client Terms and Conditions of Service

Terms and Conditions for Core Hiring Services

Version Date: September 4, 2026

These Terms and Conditions, together with the executed service agreement, proposal, or order form signed by Client (collectively, the “Agreement”), govern the relationship between Yellowstone Local, LLC (“Yellowstone,” “we,” “our,” or “us”) and the client entity (“Client,” “you,” or “your”) purchasing Core Hiring Services. By signing the Service Agreement, or by requesting, accessing, or using the Services, Client agrees to be bound by the Agreement.

1. Scope of Services

1.1 Core Hiring Services

Core Hiring Services are limited to the following services, as further described in the Service Agreement (collectively, the “Services”):

(a) Programmatic Job Advertising. Yellowstone will provide access to and set up programmatic job advertising through Yellowstone’s applicant tracking software for the positions covered by the Service Agreement. The number of positions, applicable advertising budgets, and any third-party charges will be governed by the Service Agreement.

(b) Internal Candidate Sourcing. Yellowstone will manually search its internal candidate database for potentially relevant candidates using the job requirements and hiring criteria supplied by Client. Yellowstone may add or present candidate profiles within the applicant tracking software for Client’s review.

(c) Client Success Support. Yellowstone will provide one full onboarding session and access to an assigned Client Success Manager for one recruiting strategy call during each monthly billing period. Strategy calls may address hiring needs, advertising strategy, sourcing criteria, applicant flow, and recommended adjustments.

1.2 Services Not Included

Core Hiring Services do not include, and Yellowstone will not provide, perform, or administer any of the following on Client’s behalf unless expressly added in a written Service Agreement signed by both parties:

(a) contacting, messaging, calling, emailing, or otherwise conducting outreach to applicants or sourced candidates;

(b) reviewing applications or determining whether an applicant or sourced candidate satisfies Client’s requirements;

(c) screening, interviewing, assessing, scoring, ranking, endorsing, vetting, or recommending candidates;

(d) scheduling or coordinating interviews;

(e) following up with candidates or maintaining candidate engagement;

(f) managing, monitoring, advancing, updating, or dispositioning candidates within the hiring pipeline;

(g) conducting interviews in place of Client, making hiring decisions, extending employment offers, or acting as Client’s agent in hiring;

(h) employment or HR administration, employee onboarding, payroll, benefits, employee relations, discipline, termination, or compliance management;

(i) background checks, drug tests, motor vehicle or driving record checks, reference checks, license checks, credential verification, work authorization verification, or any other employment-related screening or verification; or

(j) legal advice, HR advice, or compliance determinations, including wage and hour, worker classification, or employment law requirements.

No Yellowstone recruiter is assigned to perform candidate outreach, screening, candidate communication, interview coordination, or pipeline management under Core Hiring Services.

1.3 Client Responsibilities

Client is solely responsible for:

(a) providing complete and accurate job descriptions, compensation information, location details, hiring requirements, and candidate criteria;

(b) reviewing and responding to all applicants and sourced candidates;

(c) initiating and managing all candidate communications;

(d) conducting all screening, interviews, assessments, and qualification decisions;

(e) scheduling interviews and following up with candidates;

(f) maintaining accurate candidate stages, notes, and dispositions within the applicant tracking software;

(g) making all hiring decisions and employment offers; and

(h) verifying candidate qualifications, experience, references, licenses, certifications, work authorization, driving eligibility, background information, and all other employment requirements.

Client acknowledges that prompt outreach, consistent follow-up, and active pipeline management are necessary to achieve recruiting results. Yellowstone is not responsible for lost candidates, delayed hiring, missed interviews, inaccurate pipeline data, or unsuccessful outcomes resulting from Client’s failure to contact, screen, follow up with, or manage candidates.

1.4 Candidate Status and Information

Candidates identified through Yellowstone’s internal database may not have been recently contacted and may not have confirmed their current qualifications, interest, availability, compensation expectations, location, or willingness to work for Client.

Unless Yellowstone expressly states otherwise in writing, a candidate profile provided through Core Hiring Services has not been contacted, screened, interviewed, vetted, endorsed, recommended, or confirmed as qualified, interested, or available.

Candidate information may have been provided directly by a candidate, obtained from prior recruiting activity, or collected from other lawful sources. Yellowstone does not guarantee that candidate information is current, complete, or accurate. A sourced profile is a potential recruiting lead for Client’s evaluation and does not constitute a Qualified Candidate Submission, endorsement, or representation that the individual satisfies Client’s hiring criteria.

1.5 Client Cooperation Required

Client agrees to reasonably cooperate with Yellowstone and provide accurate and timely information required to perform the Services, including job details, compensation information, hiring criteria, advertising approvals, access permissions, and feedback regarding applicant quality and sourcing criteria. Client acknowledges that incomplete information, delayed approvals, failure to participate in onboarding or strategy calls, or lack of participation in the hiring process may materially limit results and does not constitute a breach by Yellowstone.

1.6 No Guarantee of Results

Unless a guarantee is expressly stated in writing in the signed Service Agreement, Client acknowledges that recruiting outcomes depend on market conditions, compensation, job requirements, employer reputation, geographic talent supply, advertising budget, Client responsiveness, and other factors outside Yellowstone’s control.

Yellowstone does not guarantee any specific number of impressions, clicks, applicants, sourced profiles, qualified candidates, interviews, offers, hires, employee performance, or employee retention, nor does Yellowstone guarantee that any position will be filled within a particular timeframe. Client is solely responsible for hiring decisions and employment outcomes.

Any outcome language in a Service Agreement creates only the limited refund eligibility expressly described in an applicable Limited Conditional Refund Guarantee. It does not create a warranty, covenant, or independent performance obligation.

1.7 Covered Positions; Active Roles

The number of positions or roles covered by Core Hiring Services will be stated in the Service Agreement. An “Active Role” means a job requisition or position for which Yellowstone is currently providing programmatic advertising setup, internal database sourcing, or strategy support under this Agreement.

Yellowstone is not responsible for managing the candidates associated with an Active Role. Client may purchase support for additional Active Roles at the rates stated in the Service Agreement or otherwise agreed to in writing.

1.8 Scope of Use; Brand and Location Limits

Core Hiring Services are limited to the business entity, Brand, locations, and Active Roles identified in the Service Agreement. “Brand” means the trade name, DBA, or other marketing identity under which Client offers services to the public.

Client may not use the Services to recruit for a separate business, affiliate, subsidiary, franchisee, Brand, or location not expressly covered by the Service Agreement. Yellowstone may require a separate package or additional fee for any additional business, Brand, location, or Active Role. Any approval must be confirmed by Yellowstone in writing.

1.9 Role Closure and Rotation

Client may request that Yellowstone stop Services for an Active Role by notifying the assigned Client Success Manager that the position has been filled, paused indefinitely, or is no longer being recruited.

Yellowstone will generally stop applicable advertising and sourcing activity for that role on the same business day notice is received. In unusual circumstances, Yellowstone may require up to five business days to complete administrative closeout or changes within its applicant tracking software or third-party platforms.

Once an Active Role is closed, Client may request Services for a different position covered by the same business entity, Brand, and location. Any rotation is subject to the role limits, timing, fees, and approval requirements stated in the Service Agreement. Yellowstone has no responsibility to resolve or disposition candidates before closing or rotating a role. Client remains solely responsible for all candidates already associated with the role.

1.10 Programmatic Advertising and Third-Party Platforms

Job advertising and applicant volume depend on factors outside Yellowstone’s control, including labor-market conditions, compensation, location, job requirements, advertising budget, applicant behavior, and the availability, policies, performance, and approval processes of third-party job boards, software providers, and advertising platforms.

Yellowstone does not guarantee that any advertisement will be approved, remain active, appear on a particular platform, generate a particular level of visibility, or produce applicants meeting Client’s requirements.

Unless expressly stated in the Service Agreement, advertising spend and other third-party platform charges are not included in the Core Hiring Services fee. Yellowstone may modify campaign settings, job distribution, or participating platforms based on availability, performance, vendor rules, and the advertising budget applicable to Client’s account.

1.11 Monthly Strategy Calls

Client is responsible for scheduling and participating in the monthly strategy call. A strategy call not scheduled, declined, canceled, or missed by Client during the applicable monthly billing period does not constitute nonperformance by Yellowstone and does not create a credit, refund, extension, or right to terminate. Unused strategy calls do not carry forward unless Yellowstone agrees otherwise in writing.

2. Fees and Payment

2.1 Fees

Client agrees to pay all fees stated in the executed Service Agreement. All fees are nonrefundable unless otherwise expressly stated in the Service Agreement.

2.2 Automatic Billing and Late Fees

Invoices are charged automatically to the Payment Method on file on the same calendar day as the initial payment, unless otherwise stated in the Service Agreement. If any payment fails or becomes more than five days past due, Yellowstone may suspend Services. A five percent late fee applies to all overdue amounts, to the extent permitted by law.

2.3 Automatic Billing Authorization

Client authorizes Yellowstone to store and charge the payment method on file (“Payment Method”) for all fees, charges, and balances due under the Agreement, including subscription fees, renewal fees, add-ons, advertising spend, third-party charges, late fees, and any outstanding amounts. Yellowstone will charge the Payment Method according to the billing schedule in the Service Agreement.

Client may update the Payment Method at any time, and any replacement method is considered the Payment Method. Authorization remains in effect until the Agreement is terminated and all amounts owed are paid in full.

2.4 No Offset; Suspension Does Not Waive Payment

Client may not withhold, offset, or reduce any amounts due under the Agreement for any reason. Yellowstone may suspend Services upon nonpayment or material breach. Suspension does not waive Client’s obligation to pay all amounts owed, including any accelerated fees due under Section 4.

2.5 Payment Disputes; No Chargebacks; Material Breach

Client must notify Yellowstone in writing of any good-faith billing dispute within five business days of the charge date. Client must provide reasonable supporting documentation and cooperate in good faith to resolve the dispute.

Except as permitted under Section 2.6, Client agrees not to dispute, reverse, or charge back any payment made under this Agreement. Any chargeback, stop payment, ACH return, or other reversal initiated by Client, other than a permitted dispute under Section 2.6, constitutes a material breach of this Agreement. Upon such breach, Yellowstone may immediately suspend Services and all remaining fees for the Initial Term will become immediately due and payable under Section 4.4.

Client will be responsible for all chargeback fees, bank fees, and costs of collection, including reasonable attorneys’ fees and court costs.

Client agrees to continue paying all undisputed amounts when due during the pendency of any dispute. Failure to pay undisputed amounts constitutes a separate material breach.

2.6 Limited Exception for Unauthorized or Fraudulent Charges

Client may dispute a charge only in cases of unauthorized use of Client’s Payment Method or verifiable fraud. Client must notify Yellowstone in writing within five business days of discovering such unauthorized activity and must provide reasonable supporting documentation upon request. This limited exception does not apply to dissatisfaction with Services, recruiting outcomes, or alleged nonperformance, which must be handled pursuant to Section 4.3.

3. Term and Automatic Renewal

3.1 Initial Term

The initial term of the Agreement matches the period stated in the signed Service Agreement (“Initial Term”).

3.2 Automatic Renewal

At the end of the Initial Term, the Agreement automatically renews for a renewal term equal in length to the then-current Term (“Renewal Term”), unless Client provides notice of nonrenewal according to the following schedule:

(a) For month-to-month Agreements, notice of nonrenewal must be provided on or before the fifteenth day before the end of the current monthly Term.

(b) For all other Terms, notice of nonrenewal must be provided on or before the thirtieth day before the end of the Term, unless otherwise stated in the Service Agreement.

4. Termination; Breach; Acceleration

4.1 No Termination for Convenience During Initial Term

Client may not terminate this Agreement for convenience before the end of the Initial Term. Any attempt to terminate during the Initial Term, cancellation of the Payment Method, refusal to pay, stopping payment, or otherwise interfering with Yellowstone’s ability to collect amounts due constitutes a material breach.

4.2 Opt Out of Renewal

Client may opt out of renewal only if the request is made by the Account Owner, defined as the individual who signed the Service Agreement or whose Payment Method was used to activate the Agreement, or an Authorized Account Owner designated in writing by the Account Owner. Notice of nonrenewal must be submitted by email or phone to the assigned Client Success Manager. No other communication methods, and no other individuals, are permitted to terminate, cancel, or modify the Agreement.

4.3 Termination for Cause; Notice and Cure

If Client believes Yellowstone has materially failed to perform under this Agreement, Client must provide written notice describing the alleged failure in reasonable detail. Yellowstone will have fourteen days to cure. If not cured, Client may pursue remedies available under this Agreement.

Either party may terminate the Agreement if the other party materially breaches it and fails to cure the breach within fourteen days after written notice. However, payment defaults, chargebacks, stop payments, ACH returns, and cancellation of the Payment Method constitute immediate material breaches and are not subject to a cure period.

This section does not apply to dissatisfaction based solely on failure to achieve a recruiting outcome governed by a Limited Conditional Refund Guarantee. Such claims are controlled exclusively by the guarantee’s eligibility, deadline, waiver, and exclusive-remedy provisions.

4.4 Effect of Client Material Breach; Acceleration of Fees; Liquidated Damages

Client’s failure to pay any amount when due, initiation of any chargeback or stop payment except as permitted under Section 2.6, cancellation of the Payment Method, refusal to pay amounts due, attempt to terminate during the Initial Term, or material interference with Yellowstone’s performance constitutes a material breach.

Client acknowledges and agrees that Yellowstone allocates personnel time, software access, advertising capacity, sourcing capacity, Client Success resources, tools, systems, onboarding, account configuration, and strategy support specifically for Client during the Term, and that Yellowstone may be unable to readily replace the reserved capacity on short notice. Client further acknowledges that damages arising from early termination, material breach, or nonpayment are difficult to precisely calculate at the time of contracting.

Accordingly, the parties agree that upon Client’s material breach, all remaining fees for the full Initial Term shall immediately become due and payable as liquidated damages. The parties agree this is a reasonable estimate of Yellowstone’s anticipated losses and not a penalty.

Yellowstone may suspend Services upon nonpayment or material breach, but suspension does not waive Client’s payment obligations under the Agreement.

4.5 Mitigation and Offset

If Yellowstone resells the Services capacity made available by Client’s early termination during the remainder of the Initial Term, Yellowstone will credit amounts actually received for the resold capacity, net of reasonable costs and expenses incurred to secure and deliver replacement services, against Client’s accelerated fees.

4.6 Effect of Termination

Termination does not cancel any outstanding statements of work, add-ons, fixed-fee projects, advertising commitments, or third-party costs incurred on Client’s behalf that remain in effect. These Terms govern those items until completion or expiration.

4.7 Return of Materials

Upon termination, Yellowstone will cease use of Client Confidential Information and, upon request, return or destroy it and provide written confirmation if requested, subject to Yellowstone’s legal rights and record-retention obligations.

5. Confidentiality

5.1 Confidential Information

Each party may receive nonpublic business, financial, operational, or other sensitive information (“Confidential Information”). Confidential Information must be treated with reasonable care and used only to fulfill obligations under the Agreement.

5.2 Exclusions

Confidentiality obligations do not apply to information that is public, already known, independently developed, or lawfully obtained from a third party.

5.3 Required Disclosure

Disclosure required by law is permitted with reasonable notice to the other party, unless prohibited by law.

6. Data Ownership; Records; Software Access; Call Recording Consent

6.1 Definitions

“Candidate Data” means candidate-related information generated, collected, provided, or maintained in connection with the Services, including candidate profiles, resumes, contact information, application information, sourcing history, pipeline activity entered by Client, and associated metadata.

6.2 Ownership

As between Yellowstone and Client:

(a) Yellowstone Ownership. Yellowstone owns and retains all right, title, and interest in and to its sourcing strategies, advertising methods, software configurations, automation logic, internal candidate database, internal operational processes, analytics, records, and any compilation or arrangement of Candidate Data maintained within Yellowstone’s systems.

(b) Client Ownership. Client owns its preexisting information provided to Yellowstone, including job descriptions, compensation ranges, internal hiring criteria, and hiring records created independently of Yellowstone’s systems.

(c) Candidate Information. Candidate resumes, contact information, and other information supplied by a candidate or lawfully obtained by Yellowstone may be included in Candidate Data. Yellowstone’s ownership under this Section relates to Yellowstone’s records, database, compilations, and operational data and does not restrict a candidate’s rights in the candidate’s own personal information.

6.3 Limited License During Term

During the Term, Yellowstone grants Client a limited, revocable, nonexclusive, nontransferable license to access and use Candidate Data and the applicant tracking software solely for Client’s internal hiring purposes and only for the business entities, Brands, locations, and Active Roles covered by the Service Agreement.

Client may not sell, sublicense, publish, scrape, systematically copy, or commercially exploit Candidate Data. Client may not use Candidate Data to build or train an external database, recruiting service, competing product, or unrelated talent pool. Any export is limited to the rights expressly stated in Section 6.4.1.

Client is responsible for the activity of its authorized users, maintaining the confidentiality of login credentials, promptly removing access for former personnel, and using Candidate Data in compliance with applicable privacy, employment, and antidiscrimination laws.

6.4 Post-Termination Access; Limited Export Option; Retention

Upon termination or expiration of the Agreement, Client’s license to access or use Candidate Data and Yellowstone-provided software ends immediately. Yellowstone may retain Candidate Data, sourcing records, advertising records, system activity, and account records for its legitimate business purposes, including compliance, dispute resolution, training, quality assurance, fraud prevention, and recordkeeping.

Client acknowledges that Yellowstone has no obligation to provide ongoing access to Candidate Data, Yellowstone’s internal candidate database, or recruiting records following termination or expiration.

6.4.1 Limited Export Option

Upon Client’s written request made within ten business days following termination or expiration, and only after all amounts owed are paid in full, Yellowstone will provide a one-time export of basic candidate information for applicants associated with Client’s covered Active Roles during the Term and sourced profiles specifically presented to Client during the Term for Client’s internal hiring use. The export may include candidate name, contact information, resume if available, and the current stage status recorded in the system.

Yellowstone is not obligated to export or transfer its internal candidate database, candidates not specifically presented to Client, internal notes, sourcing methods, advertising records, communications metadata, templates, automation, workflows, reporting dashboards, system configuration, or other proprietary methods or records.

6.5 No Obligation to Transfer Systems or Accounts

Yellowstone is not required to transfer, assign, or provide ongoing access to its applicant tracking software, internal candidate database, advertising accounts, job-board accounts, communication channels, software tools, vendor accounts, system configurations, or other technology used to provide the Services unless expressly agreed in writing.

6.6 Call Recording Consent

Client acknowledges and agrees that Yellowstone may record calls and communications between Yellowstone and Client where permitted by applicable law. Client consents to such recording and agrees to ensure that its team members who participate in communications with Yellowstone are aware that calls may be recorded.

7. Reputation, Reviews, and Noncoercion

7.1 Mutual Nondisparagement

Each party agrees not to make knowingly false, misleading, or defamatory statements of fact about the other party, its employees, or its services, whether publicly or privately, including on social media or review platforms. This does not restrict either party from providing truthful statements, honest opinions clearly stated as opinion, or communications required by law. Statements of opinion must be clearly identified as opinion and may not imply undisclosed defamatory facts.

7.2 No Coercion

Client agrees not to threaten, coerce, or attempt to obtain any refund, concession, contract modification, or early termination by threatening to publish negative reviews, file complaints, or otherwise harm Yellowstone’s reputation. Any such conduct constitutes a material breach of the Agreement.

8. Indemnification

8.1 Client Indemnification

Client shall indemnify, defend, and hold harmless Yellowstone, its affiliates, officers, directors, employees, and agents against claims, losses, liabilities, penalties, or expenses, including reasonable attorneys’ fees, arising out of or relating to:

(a) Client’s hiring decisions, employment practices, candidate communications, screening activities, or compliance with employment, privacy, communications, or antidiscrimination laws;

(b) Client’s use of any applicant, candidate profile, candidate information, or hire identified through the Services;

(c) Client’s acts, omissions, negligence, misuse of Candidate Data, or breach of the Agreement; or

(d) claims by candidates or third parties relating to Client’s recruiting, outreach, hiring, screening, employment, or termination decisions.

8.2 Yellowstone Indemnification

Yellowstone shall indemnify Client only for claims arising solely from Yellowstone’s gross negligence, willful misconduct, or material breach of these Terms.

8.3 Survival

Indemnification obligations survive termination.

9. Warranty Disclaimer

Services are provided as is and as available. Yellowstone makes no warranties, express or implied, including warranties of performance, results, merchantability, fitness for a particular purpose, accuracy of candidate information, availability of third-party platforms, or noninfringement.

10. Limitation of Liability

To the maximum extent permitted by law, Yellowstone’s total aggregate liability for all claims arising out of or relating to the Agreement shall not exceed the total fees paid by Client to Yellowstone in the three months immediately preceding the event giving rise to the claim.

Yellowstone is not liable for any indirect, incidental, special, punitive, exemplary, or consequential damages, including lost profit, revenue, data, business opportunity, candidate opportunity, or business interruption.

11. Force Majeure

11.1 Force Majeure

Yellowstone will not be liable for any failure or delay in performance under the Agreement, other than payment obligations, to the extent caused by events beyond Yellowstone’s reasonable control, including acts of God, natural disasters, fire, flood, severe weather, pandemic, epidemics, war, terrorism, civil unrest, labor disputes, power outages, internet or telecommunications failures, governmental orders, and failures, outages, restrictions, suspensions, or policy changes by third-party platforms, software providers, job boards, advertising networks, email providers, or other vendors used to provide the Services, including Indeed, LinkedIn, Google, Microsoft, Recruitee, HubSpot, and any sourcing or communication tools.

11.2 Notice and Mitigation

Yellowstone will use commercially reasonable efforts to resume performance as soon as practicable and will notify Client within a reasonable time after becoming aware of the force majeure event.

11.3 Effect on Term and Payment

During a force majeure event, Yellowstone’s performance obligations will be suspended or delayed, and affected deadlines will be extended for a period equal to the duration of the force majeure event. Client’s payment obligations are not suspended, and all fees remain due as scheduled.

12. Modification; Updates to Terms and Conditions

12.1 No Verbal Modifications

No verbal statements or representations modify the Agreement. All amendments must be in writing and signed by both parties. Client acknowledges no reliance on statements not expressly included in the Agreement.

12.2 Updates to Terms and Conditions

Yellowstone may update these Terms and Conditions from time to time to reflect changes in law, regulatory guidance, security requirements, platform or vendor requirements, operational processes, or improvements to the Services. Yellowstone will provide Client with written notice of updated Terms by email or through Client’s account portal. Updated Terms will become effective on the date stated in the notice, which will be no less than thirty days after notice.

12.3 Material Changes

Any update that materially impacts pricing, the Initial Term, payment obligations, early termination, dispute resolution or arbitration, limitation of liability, or ownership rights (“Material Change”) will not apply to the then-current Initial Term unless Client agrees in writing. Material Changes will apply to any Renewal Term or new statement of work unless otherwise agreed in writing.

12.4 Continued Use

Client’s continued use of the Services after the effective date of a nonmaterial update constitutes acceptance of the updated Terms. If Client does not agree to a nonmaterial update, Client may elect not to renew at the end of the then-current Term.

12.5 Version Control and Order of Precedence

Yellowstone will maintain an effective date for these Terms and Conditions and will make the current version available at a publicly accessible URL or upon request. If there is a conflict between the Service Agreement and these Terms, the Service Agreement controls.

13. Assignment and Change of Control

Client may not assign or transfer the Agreement without Yellowstone’s written consent. The Agreement remains binding on any successor entity to Client, including through merger, acquisition, consolidation, sale of assets, or change of control. Yellowstone may assign the Agreement to any affiliate or successor without Client consent.

14. Governing Law and Venue

This Agreement and any dispute arising out of or relating to the Agreement, the Services, or the relationship between the parties will be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict-of-laws principles.

Subject to Section 15, any legal action seeking temporary injunctive relief, enforcement of arbitration, or collection of unpaid amounts may be brought exclusively in the state or federal courts located in Travis County, Texas. Each party irrevocably submits to the personal jurisdiction and venue of those courts.

15. Arbitration and Dispute Resolution

Disputes must first be negotiated in good faith at the executive level for at least thirty days. If unresolved, any dispute, claim, or controversy arising out of or relating to the Agreement or the Services will be resolved exclusively by final and binding arbitration before a single arbitrator under the Commercial Arbitration Rules of the American Arbitration Association. The arbitration will take place in San Antonio, Texas.

Either party may seek temporary injunctive relief in the state or federal courts located in Travis County, Texas, including to prevent irreparable harm, enforce confidentiality, enforce payment obligations, compel arbitration, or confirm and enforce an arbitration award.

16. Collections; Attorneys’ Fees

If Yellowstone must pursue collection of unpaid amounts, Client agrees to pay all costs of collection, including reasonable attorneys’ fees, court costs, and collection agency fees.

In any dispute, arbitration, or proceeding arising out of or relating to the Agreement, the prevailing party is entitled to recover reasonable attorneys’ fees and costs.

17. Severability

If any provision is found unenforceable, the remaining provisions remain in effect. The unenforceable provision will be interpreted to reflect the parties’ original intent to the fullest extent permitted by law.

18. Survival

The following sections survive termination or expiration of the Agreement: confidentiality; data ownership, records, and software access; indemnification; limitation of liability; payment obligations; warranty disclaimer; dispute resolution and arbitration; collections and attorneys’ fees; and any other provisions that by their nature are intended to survive.

19. Relationship of the Parties

Nothing in the Agreement creates a partnership, employment relationship, joint venture, fiduciary relationship, or agency relationship between Yellowstone and Client.

20. Entire Agreement

The Agreement constitutes the entire agreement between the parties and supersedes all prior understandings, proposals, representations, or communications concerning its subject matter. No modification is valid unless made in writing in accordance with Section 12.